SEC Filings

<PAGE>
person of information obtained through Renaissance which is required to be held
confidential hereunder, TWC in its sole discretion may suspend or terminate this
Agreement upon not less than ten days prior written notice to Renaissance.
6. Subscriber Billing Information. Renaissance shall, on or before the
------------------------------
month-end close of each month during the term of this Agreement (as determined
by TWC and provided to Renaissance by TWC in writing), deliver to TWC in a
mutually agreed upon format, the appropriate subscriber and necessary billing
related information relating to the Systems' operation for the immediately
preceding month; provided, however, that if the format in which such information
-------- -------
is delivered by Renaissance to TWC is not an electronic format which includes
upload capacity, then Renaissance shall pay all of TWC's reasonable costs and
expenses incurred in connection with the input of such information into TWC's
computer and/or billing systems. Renaissance promptly shall bill all
subscribers to the Systems in a manner reasonably satisfactory to TWC.
7. Liability.
---------
7.1 Liability of TWC. Renaissance indemnifies and holds TWC harmless from
----------------
and against, and shall pay and reimburse TWC for, any and all damage, loss,
liability, cost and expense of TWC (including reasonable attorneys' fees)
arising or resulting from (a) any material breach by Renaissance of the terms
of this Agreement, or (b) TWC's services pursuant to this Agreement (excluding
those set forth in Section 7.2 below), including without limitation TWC's having
charged Renaissance programming fees which are less than the amounts charged to
TWC by any Program Service provider with respect to any Program Service carried
on the Systems; provided, however, that TWC shall notify Renaissance in writing
as soon as practicable if it receives notice from a Program Service provider of
any such undercharge with respect to the Systems. This indemnification and
release shall survive the termination of this Agreement.
7.2 Liability of Renaissance. TWC indemnifies and holds Renaissance
------------------------
harmless from and against, and shall pay and reimburse Renaissance for, any and
all damages, loss, liability, cost, or expense of Renaissance (including
reasonable attorneys' fees) arising or resulting from (a) any material breach by
TWC of the terms of this Agreement, (b) TWC's gross negligence or willful
misconduct, (c) TWC's having charged Renaissance programming fees in excess of
the amount specified in Article 4, or (d) claims of third parties arising from
programming content created by TWC which TWC has required Renaissance to
distribute on the Systems pursuant to this Agreement. The parties acknowledge
and agree that the indemnification provided for in clause (d) of the previous
sentence shall not apply to any programming content provided by Program Service
providers which are Affiliates of TWC. In addition, in connection with any
third party claims against Renaissance arising out of the content of the Program
Services, TWC shall make available to Renaissance any applicable
indemnifications available to TWC pursuant to the applicable contract with the
relevant Program Service
10